Abnova - Annual Report 2024 | FinancialReports.eu

Stock Code：4133

亞諾法生技股份有限公司 Abnova （ Taiwan ） Corporation

2025 General Shareholders’ Meeting

MEETING HANDBOOK

Form: Physical shareholders’ meeting Time: 9 a.m. on Thursday, May 29, 2025 Place: 1F., No. 207, Sec. 2, Tiding Blvd., Neihu Dist., Taipei City, Taiwan (R.O.C.) (XUE XUE Foundation Building)

Notice to readers .

THIS IS A TRANSLATION OF THE MEETING HANDBOOK FOR THE 2025 GENERAL SHAREHOLDERS’ MEETING (THE “HANDBOOK”) OF ABNOVA (TAIWAN) CORPORATION (THE “COMPANY”). THIS TRANSLATION IS INTENDED FOR REFERENCE ONLY AND NOTHING ELSE, THE COMPANY HEREBY DISCLAIMS ANY AND ALL LIABILITIES WHATSOEVER FOR THE TRANSLATION. THE CHINESE TEXT OF THE HANDBOOK SHALL GOVERN ANY AND ALL MATTERS RELATED TO THE INTERPRETATION OF THE SUBJECT MATTER STATED HEREIN.

．．．．．．．．．．．．．．．．．．．．．．．．．．． 1. Meeting Agenda 1 2. Meeting Procedure ．．．．．．．．．．．．．．．．．．．．．．． 2.1 Reported Matters 2 ．．．．．．．．．．．．．．．．．．．．． 2.2 Matters for Ratification 7 ．．．．．．．．．．．．．．．．．．．．． 2.3 Matters for Discussion 8 ．．．．．．．．．．．．．．．．．．．．． 2.4 Questions and Motions 8 ．．．．．．．．．．．．．．．．．．．．．．．．．． 2.5 Adjournment 8 3. Appendices ．．．．．．．．．．．．．．．．．．．．．． 3.1 2024 Business Report 9 ．．．．．．．．．．．．． 3.2 2024 Inspection Report of Audit Committee 15 ．．．．．．． 3.3 CPA's Audit Report and 2024 Annual Financial Statements 16 ．．．．．．．．．．．．．．．．． 3.4 2024 Profit Distribution Statement 30 3.5 Comparison table between the revision and the original of "Articles of ．．．．．．．．．．．．．．．．．．．．．．．．． Incorporation" 31 ．．．．．．．．．．．． 3.6 Articles of Incorporation (Before the revision) 33 ．．．．．．．．．．．．．． 3.7 Rules of Governing Shareholders’ Meeting 39 ．．．．．．．．．．．．．．．．．．．． 3.8 Shareholdings of Directors 49 ．．．．．．．．．． 3.9 Statement on acceptance of shareholder proposals 50

Abnova （ Taiwan ） Corporation Meeting Agenda of General Shareholders’ Meeting 2025

Time: 9 a.m. on Thursday, May 29, 2025

Place: 1F., No. 207, Sec. 2, Tiding Blvd., Neihu Dist., Taipei City, Taiwan (R.O.C.) (XUE XUE Foundation Building)

Meeting Procedure:

Call the Meeting to Order
Chairperson Remarks
Reported Matters
(1) 2024 Business Report
(2) Audit Committee’s Review Report on the 2024 Financial Statements
(3) Remuneration Distribution Report for Employees and Directors of 2024
(4) 2024 Remuneration report of directors
(5) 2024 Profit Distribution Report
Matters for Ratification
(1) 2024 Business Report and Financial Statements
(2) 2024 Profit Distribution
Matters for Discussion
(1) Amendment to the Company's "Articles of Incorporation"
Questions and Motions
Adjournment
1 -

1. Reported Matters

No.1

Proposal: 2024 Business Report

Explanation: The 2024 Business Report is attached as Appendix 1.

No.2

Proposal: Audit Committee’s Review Report on the 2024 Financial Statements

Explanation: 2024 Financial statements (including individual and consolidated statements) have been audited by KPMG Certified Public Accountants, Chiang Hsiao Ling, and Wu Tsao Jen, and issued an audit report, which has been reviewed by the Audit Committee. Please refer to Appendix 2 of this manual.

No.3

Proposal: Remuneration Distribution Report for Employees and Directors of 2024

Explanation: 1. According to Article 24 of the Articles of Incorporation, after deducting the profit before the distribution of employee remuneration and directors' remuneration from the annual pre-tax profit, if there is any balance after the amount of accumulated losses is retained, no less than 1% shall be allocated for employee remuneration and no more than 3% for directors' remuneration.
According to the Articles of Incorporation and the proposal made by the Remuneration Committee on February 26, 2025, the 2024 distribution proposal of employee remuneration and director remuneration is as follows.
- (1) Employee remuneration: NTD3,235,100 (Appropriation ratio is about 4.20%)
- (2) Director remuneration: NTD616,000 (Appropriation ratio is about 0.80%)
It is proposed to authorize the chairperson of the board of directors to make a separate regulation for the payment of employee remuneration.
The above-mentioned employee remuneration and director remuneration are all paid in cash. The amount is no different from the recognized expenses in 2024.

No.4

Proposal: 2024 Remuneration report of directors

Explanation:1. The Company's remuneration policies, systems, standards, and structures for general and independent directors and the correlation between the amount of remuneration and the responsibilities, risks, invested time, and other factors assumed shall be described:

(1) According to Article 26 of the Articles of Incorporation, the directors of the Company may get paid monthly, the amount of which shall be determined by the Board of Directors in accordance with the normal level of the industry. The Company may provide independent directors with reasonable remuneration different from that of ordinary directors.
(2) Based on the respective participation in operation and value of contribution, responsibilities and risks, and general standard in the same industry, the board of directors decides: Monthly NTD20,000 for each general director; Monthly NTD30,000 for each independent director, since all independent directors serve as members of the remuneration committee, audit committee, and risk management committee, they need to undertake the responsibilities of participating in the deliberation of committee meetings and devote more time and energy, so the remuneration is higher than that of general directors.
2 -
(3) If the company is profitable in the current year, according to article 24 of the Articles of Incorporation, after deducting the profit before the distribution of employee remuneration and directors' remuneration from the annual pre-tax profit, if there is any balance after the amount of accumulated losses is retained, no less than 1% shall be allocated for employee remuneration and no more than 3% for directors' remuneration. The actual appropriation amount and allocation policy are shown in Explanation 2.
Correlation between remuneration and performance evaluation results:
(1) Remuneration: Based on the respective participation in operation and value of contribution, responsibilities, risks, and general standard in the same industry.
(2) Directors' compensation: According to Article 24 of the Articles of Incorporation, the actual 2024 director's compensation is NTD616,000. (Appropriation ratio is about 0.80%). Directors' compensation is based on the company's statistics of the attendance rate of directors and the training hours of directors and in accordance with the Company's "Rules for Performance Evaluation of Board of Directors" to evaluate the performance of directors (including independent directors) according to the alignment of the goals and missions of the company, awareness of the duties of a director, participation in the operation of the company, management of internal relationship and communication, the director's professionalism and continuing education and Internal control. Based on the summary of the 2024 annual performance evaluation of the members of the Board of Directors, the evaluation results of the above evaluation items are 91~95 points. The members of the Board of Directors have a good understanding and investment in the operation of the Company and are good at performing their duties as directors. After review by the Remuneration Committee, and the resolution of the Board of Directors on February 26, 2025, the amount of directors' compensation paid to each director is shown in the table above.
3 -

2024 Details of compensation received by individual directors:

Unit: thousand NTD

Title	Name	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Remuneration of Directors	Ratio of total A, B, C, and D to Net Income (%)	Ratio of total A, B, C, and D to Net Income (%)	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Relevant Remuneration Received by Directors Who are Also Employees	Ratio of total A, B, C, D, E, F, and G to Net Income(%)	Ratio of total A, B, C, D, E, F, and G to Net Income(%)	Remuneratio n from Invested Companies Other Than Subsidiaries or Parent Company
		Remuneration (A)		Severance Pay (B)		Directors’ Compensation (C)		Allowances (D)				Salary, Bonus and Allowance (E)		Severance Pay (F)		Employee Compensation (G)
		The Company	All Companies in The Consolidated Financial Statements	The Company	All Companies in The Consolidated Financial Statements	The Company	All Companies in The Consolidated Financial Statements	The Company	All Companies in The Consolidated Financial Statements	The Company	All Companies in The Consolidated Financial Statements	The Company	All Companies in The Consolidate d Financial Statements	The Company	All Companies in The Consolidated Financial Statements	The Company		All Companies in The Consolidated Financial Statements		The Company	All Companies in The Consolidate dFinancial Statements
																Cash	Stock	Cash	Stock
Chairperson	Wilber Huang	240	240	0	0	88	88	6,411	6,411	10.94%	10.94%	0	0	0	0	0	0	0	0	10.94%	10.94%	None
Director	Harmony Investment Co., Ltd. Representative: Chiu Chi Ching,	240	240	0	0	88	88	0	0	0.53%	0.53%	0	0	0	0	0	0	0	0	0.53%	0.53%	None
Director	China Wire & Cable Co., Ltd Representative: Chen Yueh Hung	240	240	0	0	88	88	0	0	0.53%	0.53%	0	0	0	0	0	0	0	0	0.53%	0.53%	None
Director	Pan Pacific Investment Corp. Representative: Jih Pei Ju	240	240	0	0	88	88	0	0	0.53%	0.53%	1,918	1,918	0	0	111	0	111	0	3.83%	3.83%	None
Independent Director	Cha Anna	360	360	0	0	88	88	0	0	0.73%	0.73%	0	0	0	0	0	0	0	0	0.73%	0.73%	None
Independent Director	Ye Shao De	360	360	0	0	88	88	0	0	0.73%	0.73%	0	0	0	0	0	0	0	0	0.73%	0.73%	None
Independent Director	Su Jin Jun	360	360	0	0	88	88	0	0	0.73%	0.73%	0	0	0	0	0	0	0	0	0.73%	0.73%	None

1.Please describe the policy, system, standards, and structure for the compensation of independent directors, and explain the correlation between the compensation amount and factors such as the responsibilities, risks, and time commitment involved. (1) According to Article 26 of the Company's Articles of Association, “the directors of the Company may get paid monthly, the amount of which shall be determined by the Board of Directors in accordance with the normal level of the industry”. The Company has set reasonable remuneration for independent directors different from that of directors. (2) Depending on the level of involvement, contribution value, responsibilities, and risks borne by individual directors in the Company's operations, and considering industry standards, the Board of Directors has decided the following: a director may receive a monthly remuneration of NT$20,000; meanwhile, an independent director is entitled to a higher-than-director monthly remuneration in the amount of NT$30,000, owing to their additional dedication of time and effort on the reviews in committee meetings as a part of their concurrent roles as members of the Company’s remunerations committee, audit committee and risk management committee. (3) If there is a profit for the Company in a year, the Company shall, in accordance with Article 24 of the Articles of Incorporation, cover the accumulated losses from preceding years. If there is still a profit after deducting the profit before the distribution of employee remuneration and directors' remuneration from the annual pre-tax profit, no less than 1% shall be allocated for employee remuneration and no more than 3% for directors' remuneration. The correlation between compensation and performance evaluation results: (1) Remuneration: Based on the individual director's level of involvement in the company's operations, contribution value, responsibilities, and risks, the Board of Directors will determine the compensation in consideration of industry standards (2) Directors’ Compensation: According to Article 24 of the Company's Articles of Incorporation, the actual director's compensation for the 2024 fiscal year was NT$616,000 (approximately 0.8% of the allocation rate). The allocation criteria are based on the director's attendance rate and continuing education hours, and in accordance with the Company's "Board of Directors Performance Evaluation Procedures," each director (including independent directors) conducts a self-assessment on various aspects such as their understanding of the company’s goals and tasks, involvement in operations, internal relationship management and communication, professional development, internal controls, and other duties. The performance evaluation results from the 2024 fiscal year, based on the self-assessment of the board members, showed a score range of 91-95 points. The board members demonstrated a solid understanding and commitment to the company's operations and fulfilled the director’s duties effectively. Following review by the Compensation Committee on February 26, 2025, and the Board of Directors' resolution on the same day, the compensation amounts for individual directors are as listed in the table above. (3) Allowances: The Chairman's allowance refers to the monthly salary and annual bonus received by the Chairman for supervising the company’s operational management. The amount is determined annually, subject to review by the Compensation Committee and approval by the Board of Directors. 2.Except for the disclosure on the above table, did the directors of the company receive any compensation for services provided in the most recent year (such as serving as consultants for the parent company, all companies listed in the financial reports, or subsidiaries that are not employees, etc.): None

No.5

Proposal: 2024 Profit Distribution Report

Explanation:1. The accumulated unappropriated retained earnings are NTD 59,786,746, added the net profit after tax in 2024 is NTD 61,606,617 and NTD 465,128 earnings due to remeasurements of the net defined benefit plan and set aside NTD 6,207,175 legal reserve and reversal of NTD 4,607,378 special reserve, the distributable net profit is NTD 120,258,694. The proposed dividend to shareholders is NTD 54,498,235. The distribution of shareholder dividends is planned to be distributed preferentially from the 2024 profit. To learn more about the 2024 Profit distribution statement, please refer to Appendix 4.
This cash dividend will be calculated based on the shareholding ratio recorded in the shareholder register on the ex-dividend base date (rounded down to the nearest dollar). The total amount of odd lots (less than one full share) will be purchased by people designated by the chairperson as authorized by the board of directors.
After the proposal is approved by the shareholders' regular meeting, the chairperson is authorized to determine the ex-dividend base date and other relevant matters.
If, before the distribution record date, the proposed profit distribution is affected by a buyback of shares or issuance of new shares for transferring treasury shares, cancellation or capital reduction, etc. causing changes in the number of outstanding shares, it is proposed that the chairperson be authorized to adjust the cash to be distributed to each share.
6 -

2. Matters for Ratification

No.1

(Proposed by the Board)

Proposal: Adoption of 2024 Business Report

Explanation: 1. 2024 Financial statements (including individual and consolidated statements) have been audited by KPMG Certified Public Accountants, Chiang Hsiao Ling, and Wu Tsao Jen, and issued an audit report, which has been reviewed by the Audit Committee.
2024 Business Report, 2024 Inspection Report of Audit Committee, 2024 Annual Financial Statements, and CPA's Audit Report, please refer to Appendix 1-3 of this manual.
Please adopt.

Resolution:

No.2 Proposal: Adoption of 2024 Profit Distribution

(Proposed by the Board)

Explanation: 1. The accumulated unappropriated retained earnings are NTD 59,786,746, added the net profit after tax in 2024 is NTD 61,606,617 and NTD 465,128 earnings due to remeasurements of the net defined benefit plan and set aside NTD 6,207,175 legal reserve and reversal of NTD 4,607,378 special reserve, the distributable net profit is NTD 120,258,694. The proposed dividend to shareholders is NTD 54,498,235. The distribution of shareholder dividends is planned to be distributed preferentially from the 2024 profit. To learn more about the 2024 Profit distribution statement, please refer to Appendix 4.
This cash dividend will be calculated based on the shareholding ratio recorded in the shareholder register on the ex-dividend base date (rounded down to the nearest dollar). The total amount of odd lots (less than one full share) will be purchased by people designated by the chairperson as authorized by the board of directors.
After the proposal is approved by the shareholders' regular meeting, the chairperson is authorized to determine the ex-dividend base date and other relevant matters.
If, before the distribution record date, the proposed profit distribution is affected by a buyback of shares or issuance of new shares for transferring treasury shares, cancellation or capital reduction, etc. causing changes in the number of outstanding shares, it is proposed that the chairperson be authorized to adjust the cash to be distributed to each share.
Please adopt.

Resolution:

3. Matters for Discussion

No.1 (Proposed by the Board)

Proposal: Amendment to the Company's "Articles of Incorporation"

Explanation: 1. Pursuant to 8 November 2024 Directive FSC-Issuance-Zi-No. 1130385442 of the Financial Supervisory Commission (FSC), partial provisions of the Company’s “Articles of Incorporation” has been amended by addition of matters concerning care for non-executive employees for compliance. For the comparison table of the Company’s “Articles of Incorporation” before and after amendment, please refer to Appendix 5-6 of this manual.

For your discussion.

Resolution:

4. Questions and Motions

5. Adjournment

Appendix 1 Abnova （ Taiwan ） Corporation 2024 Business Report

Appreciate the shareholders’ support of Abnova. The following is Abnova's 2024 achievement sharing and 2025 outlook report:

I. 2024 Operating Results: (Consolidated Financial Statements)

Implementation overview and business plan implementation results:
The operating revenue in 2024 was NTD 355,257 thousand, which is 7.01% lower than the 2023 operating income of NTD 382,052 thousand. The net income after tax in 2024 was NTD 61,607 thousand, which is an increase of 41.05% compared with the net profit after tax of NTD 43,678 thousand in 2023. EPS for 2024 was NTD 1.02.
Analysis of financial balance and profitability: Please refer to the attached financial statements for the financial overview of 2024.
Research Development Overview: The expenses invested in research and development in 2024 were NTD 40,025 thousand, which is 4.24% higher than the 2023 expenses of NTD 38,396 thousand. The company’s R&D efforts primarily focused on nano-antibodies, mRNA-related applications, and technology platform development.

II. 2025 Business Plan:

1. Business Marketing:

Since January 2025, Abnova has partnered with CiteAb, an AI-powered academic literature search engine, to enhance market penetration and sales conversion rates of products through CiteAb’s advanced AI technology platform and extensive citation database. The CiteAb AI Citation Widget has been integrated into Abnova’s official website, providing real-time displays of academic citation counts and experimental data. This offers clients credible scientific evidence, significantly boosting their trust in the products and increasing market appeal.

By leveraging CiteAb’s AI-driven citation services, Abnova can accurately highlight the scientific value of its products, validated by peer-reviewed literature. Additionally, the newly redesigned website further improves user experience, encourages purchasing decisions, and serves as a powerful driver of performance growth in 2025.

2. Product Development:

(1) NanoAb™ ：

NanoAb™, with a molecular mass of just one-tenth that of conventional antibodies, exhibits excellent solubility and tissue penetration. Its high antigen affinity ensures stable binding, while low immunogenicity reduces the risk of immune responses. Since 2024, Abnova has specialized in large-scale production, establishing a diversified catalog of mouse and human gene-derived NanoAb™ products. Flow cytometry is employed during the early screening phases to perform functional validation, ensuring product quality and efficacy. These rigorously validated NanoAb™ catalog products lay the foundation for developing next-generation therapeutic tools, such as bispecific antibodies.

In Q4 2024, Abnova launched customized services for VHH Bispecific Antibodies and VHH nanoBiTE™, leveraging advanced NanoAb™ technologies at their core. These innovations focus on cutting-edge bispecific therapy applications. In addition to the precise antigen recognition provided by nanobodies, they enable highly efficient cell binding and activation. By modularly assembling VHH antibody modules, tumor cell cytotoxicity becomes more targeted and effective, offering groundbreaking solutions for cancer immunotherapy. Furthermore, nanobodies can serve as targeted carriers in cell and gene therapy strategies, enhancing the specificity and efficiency of drug delivery.

Abnova’s NanoAb™ technologies not only support preclinical and clinical research but also extend to the design and development of innovative cancer therapies. The flexible Abnova NanoAb™ technology platform meets diverse therapeutic needs—from precise diagnostic marker screening to versatile multi-target immunotherapy designs. This drives innovation in next-generation antibody therapies, including bispecific treatments, immunotherapy, cell and gene therapies, cancer vaccines, and drug delivery systems. Anchored by its high-quality NanoAb™ catalog products, Abnova offers convenient options for both research and therapeutic strategies, continually expanding the frontiers of cancer treatment.

NanoAb™ catalog products:

==> picture [490 x 51] intentionally omitted <==

NanoAb™ customized service:

==> picture [43 x 43] intentionally omitted <==

 VHH Bispecific Ab customized service:

==> picture [44 x 43] intentionally omitted <==

VHH nanoBiTE™ customized service:

(2) nanoCAR-T mRNA Services

Abnova has launched its innovative nanoCAR-T mRNA service by integrating the NanoAb™ technology platform, mRNA IVT vector design, and LNP delivery technology. This service leverages the compact structure and superior tissue penetration capabilities of NanoAb™ to enable the efficient application of recombinant nanobodies in cell therapy—particularly in hard-to-reach regions such as brain tissues and the tumor microenvironment. By combining mRNA IVT with LNP delivery technology, Abnova offers a non-viral vector system as an alternative to traditional, high-cost, and difficult-to-scale lentiviral ex vivo CAR-T systems. This novel approach provides a more flexible and

10 -

scalable solution for cell therapy, significantly enhancing CAR-T cell expression, persistence, and therapeutic efficacy.

Abnova's nanoCAR-T mRNA service integrates three core technologies:

(I) NanoAb™ Technology:

Abnova employs its proprietary NanoAb™ technology to enhance the antigen recognition capabilities of CAR-T cells. Compared to conventional single-chain variable fragments (scFvs), NanoAb™ are smaller and more stable, improving CAR-T affinity, specificity, and stability while reducing the risk of antigen-binding aggregation and minimizing the potential for T cell exhaustion.

(II) mRNA CAR-T Vector Technology:

Traditional ex vivo CAR-T therapies often rely on lentiviral vectors. Abnova replaces these with mRNA vectors, which not only enhance CAR-T cell expression and persistence but also improve cytotoxic activity against tumors—resulting in more effective cellular therapies.

(III) LNP Delivery Technology:

To minimize the risk of chromosomal integration and enable in vivo CAR-T therapy, Abnova utilizes LNP technology for mRNA vector delivery. This approach reduces the risks associated with viral vectors and eliminates the need for complex ex vivo cell culture and reinfusion processes, offering a more streamlined and safer therapeutic strategy.

The integration of these cutting-edge technologies allows Abnova's nanoCAR-T mRNA service to overcome the limitations of traditional ex vivo CAR-T therapies in treating hematologic malignancies, solid tumors, and autoimmune diseases. Abnova’s nanoCAR-T mRNA technology enhances therapeutic efficacy, broadens the scope of CAR-T applications, and drives progress in cancer and autoimmune disease treatments—opening new frontiers in the cell therapy market.

nanoCAR-T mRNA customized service:

==> picture [44 x 43] intentionally omitted <==

(3) CellTx™ Cell Therapy Reagents

As the cell therapy market continues to grow—especially driven by advances in cancer treatment—Abnova integrated its CellTx™ product line in 2024 and launched five major categories of cell therapy reagents:

(I) Human and Mouse CD3/CD28 ActiveBeads™

In cell therapy, isolating specific cell types from blood for ex vivo activation and expansion is essential. Suitable activation reagents are therefore critical for the development of cell-based therapies. Abnova has focused on T-cell activation, beginning with the development and humanization of monoclonal CD3 and CD28 antibodies, which are then conjugated to magnetic beads to produce Human CD3/CD28 ActiveBeads™.

11 -

These beads simulate the natural T-cell activation process by delivering two key signals required for ex vivo activation: Signal 1 (TCR-antigen engagement) and co-stimulatory Signal 2. Together, these signals promote T-cell activation, proliferation, and differentiation. The CD3 and CD28 antibodies coated on the bead surface provide sustained signaling, ensuring robust T-cell expansion.

To support early-stage development in murine models, Abnova also introduced Mouse CD3/CD28 ActiveBeads™, enabling efficient activation of mouse T cells. Whether used for human or murine systems, Abnova’s CD3/CD28 ActiveBeads™ offer flexible and effective activation solutions tailored to research and development needs.

(II) Human CD3/CD28 IsoActiveBeads™
Human CD3/CD28 IsoActiveBeads™ is an innovative product that integrates T-cell isolation and activation into a single step, simplifying workflows and improving experimental efficiency. Equipped with humanized antibodies, this reagent enables high-efficiency T-cell isolation while simultaneously triggering their activation and expansion—offering researchers a streamlined and flexible solution for T-cell-based research and therapy development.
(III) GMP and RUO grade Recombinant Proteins for Cell Therapy
Leveraging years of expertise in recombinant protein development, Abnova introduced the GMP grade and RUO grade recombinant proteins to meet the needs of different stages in cell therapy development. GMP grade proteins are designed specifically for the manufacturing needs in cell therapy, offering high stability, safety, and traceability while minimizing contamination risks and ensuring cell quality and manufacturing efficiency to support clinical applications. RUO grade proteins encompass a wide variety of key elements such as CD proteins, MHC proteins, and immune checkpoints. They feature high purity and bioactivity, making them ideal for early-stage cell therapy research. Abnova offers a one-stop solution that addresses the needs of every stage, supporting the entire process from research to production and driving the advancement of cell therapy technologies.
(IV) Humanized Monoclonal Antibodies for Cell Therapy Abnova offers high-quality humanized monoclonal antibodies that retain the sequence of complementarity-determining regions of mouse antibodies to maintain superior affinity and specificity. The reformed humanized antibody sequence can also reduce immunological rejections and improve safety. These antibodies are highly specific and low in immunogenicity, giving them key roles in cancer research and the development of new drugs for treating autoimmune diseases. With extensive experience in antibody production, Abnova provides flexible, high-quality support to meet the rapidly growing demands of the cell therapy field.
(V) Cell Culture Medium for Cell Therapy
Abnova’s CellTx™ cell therapy reagent catalog includes a complete set of cell culture media designed for various mammalian cell types and applications. These media support the ex vivo expansion of immune cells and stem cells. Their high efficiency, stability, and ease of use make them suitable for both the development and manufacturing of cell therapy products.
12 -

As the cell therapy market continues to grow, Abnova remains committed to providing comprehensive solutions that address the needs of cancer therapy and related fields. The CellTx™ product line encompasses T cell activation reagents, recombinant proteins, monoclonal antibodies, and cell culture media, offering support for both scientific research and clinical development. With a strong emphasis on technological innovation and product quality, Abnova is dedicated to driving progress in the field of cell therapy.

 CellTx[TM] cell therapy reagent catalog products:

==> picture [43 x 44] intentionally omitted <==

(4) RNAFlex™ Automated System

In recent years, the rapid advancement of mRNA vaccines has propelled RNA IVT (in vitro transcription) technology to the forefront of biomedical innovation. Its applications now extend beyond vaccine development to include cancer, rare diseases, chronic conditions, and autoimmune disorders, leading to a sharp increase in demand for RNA IVT reagents and production capabilities.

Despite strong market demand, current RNA IVT workflows still rely heavily on manual operations. This creates several challenges for the industry, including RNA degradation in open environments, batch-to-batch variability, and human errors during processing. These issues compromise data reliability and reproducibility, increase production costs, and hinder the progress of RNA-based therapeutic development. As a result, the integration of automation technologies has become essential.

Since 2019, Abnova has invested in RNA IVT technology platforms. Building on the capabilities developed during the COVID-19 mRNA vaccine initiative, Abnova launched the RNAFlex™ Automated System, a first-in-class platform that integrates RNA in vitro transcription and RNA purification into a single, fully automated workflow. Equipped with a precision XYZ robotic arm, RNAFlex™ ensures consistent operation and stable output. Its 8-channel high-throughput pipetting system supports volumes from 1 to 1000 μL, offering flexibility to meet a wide range of experimental needs.

The system features a 7-inch LED touchscreen for intuitive operation and is designed to support production capacities from early-stage research through to preclinical rat model studies. With RNAFlex™, laboratories can achieve fully automated RNA production with cost-efficiency and enhanced reliability. The system reduces error rates and improves consistency across batches, offering a practical and scalable solution for RNA manufacturing.

Scheduled for launch in Q1 2025, the RNAFlex™ Automated System is expected to address key challenges in RNA production and accelerate the development of RNA-based therapeutics.

13 -

III. The effect of external competition, the legal environment, and the overall business environment

1. External Competition:

In recent years, the health of humankind and the global economy has been impacted by the outbreak of various infectious diseases, leading to increasing attention to the biotechnology and medicine industry.

Various countries have introduced incentive policies, which will attract many competitors to join, but also promote the vigorous development of the biotechnology and medical industry, cultivating more outstanding talents, which is expected to contribute to the long-term development of the whole industry.

2. Legal Environment:

Abnova strictly controls product quality and has ISO9001 certification of Neihu Plant. In response to the needs of different products and countries, relevant laws and regulations of various countries shall be followed. Meeting the above specifications will increase the management and application costs, but at the same time, it can also guarantee product quality and improve customer recognition.

3. Overall Business Environment:

About 96% of Abnova's products are exported, and the main sales areas are America, Europe, Japan, etc. The transaction currency is mainly USD, followed by Euro. Since the recent uncertainty in the international political and economic situation, fluctuations in the US dollar exchange rate have had an impact on the Company, the financial department closely observes the exchange rate trend and timely assesses whether to conduct hedging derivative financial transactions to reduce the exchange rate risk.

In 2025, Abnova will adhere to the original intention of professionalism, focus, and quality, and continue to push itself for deeper technological innovation. Looking forward to the future, it may face variable operational opportunities and challenges. Abnova will continue to strengthen its competitive strength and accumulate more growth momentum to create better operating results.

Chairperson: Wilber Huang

General Manager: Jih Pei Ju

Accounting Officer: Chang Ya Ping

14 -

Appendix 2

Abnova （ Taiwan ） Corporation Inspection Report of Audit Committee

The Board of Directors prepared the Company's business report, financial statements, and profit distribution proposal for 2024. The financial statements have been audited by KPMG accounting firm and an audit report has been issued. The above business report, financial statements, and profit distribution proposal have been audited by the Audit Committee and there is no nonconformity, so the feedback is reported as above in accordance with the relevant provisions of the Securities and Exchange Act and the Company Act, please proceed to the certificate.

Abnova（Taiwan）Corporation

Convener of Audit Committee: Cha Anna February 26, 2025

15 -

Appendix 3 Independent Auditors’ Report

To the Board of Directors of Abnova (Taiwan) Corporation:

Opinion

We have audited the consolidated financial statements of Abnova (Taiwan) Corporation and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2024 and 2023, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Abnova (Taiwan) Corporation and its subsidiaries as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statement section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters we judge that shall be communicated in the audit report are as follows:

1. Inventory valuation

Please refer to Note 4(8) “Inventories”; Note 5(1) “Significant accounting assumptions and judgments, and major sources of estimation uncertainty”, and Note 6(5) “Inventories”.

Description of key audit matter:

The major business of Abnova (Taiwan) Corporation is the manufacturing and sales of antibody, protein, test reagents and testing instruments. Inventories are measured at the lower of cost and net realizable value. Due to the longer life cycle of the products, the management considers factors such as product circulation, exposure, preservation and industry information to evaluate the net realizable value of inventories. As Abnova (Taiwan) Corporation has large amount of inventories and a large number of items, and the net realizable value used in the above-mentioned evaluation involves subjective judgment, the evaluation of loss allowance for inventory valuation has been listed as the key audit matter of the year.

-16-

Our principal audit procedures included:

The key audit procedures for the above-mentioned key audit matter based on the understanding of the industrial characteristics of Abnova (Taiwan) Corporation include obtaining statistical information on the sales time and sales status of the products on the shelves in each year provided by the management in the subsequent years to evaluate the rationality of the policy used to recognize the inventory valuation loss; understanding Abnova (Taiwan) Corporation‘s inventory management process, reviewing the annual inventory plan and participating in the annual inventory check to evaluate the effectiveness of the management’s inventory control; obtaining the inventory net realizable value calculation sheet, and spot check the correctness of the calculation.

Other matter

Abnova (Taiwan) Corporation has prepared its parent-company-only financial statements as of and for the years ended December 31, 2024 and 2023, on which we have issued an unqualified opinion.

Responsibilities of management and those charged with governance for the financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Group’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:

A. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

-17-

D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group’s to cease to continue as a going concern.
E. Evaluate the overall presentation, structure and content of the consolidated financial reports, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
F. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

KPMG

Auditors：

Securities ：Financial-Supervisory-Securitie Competent s-Auditing-1080303300 Authority Financial-Supervisory-Securitie Approved-certi s-Auditing-1070304941 fied No. February 26, 2025

-18-

Abnova (Taiwan) Corporation and Subsidiaries

Consolidated Balance Sheets

December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2024 Amount % $ 448,545 32 43,066 3 6,803 1 451,886 32 16,940 1 967,240 69 - - 64 - 252,207 18 23,936 2 62,687 4 91,258 7 3,656 - 433,808 31 $ 1,401,048 100	December 31, 2024 Amount % $ 2,483 - 18,982 1 32,338 2 5,508 1 5,406 - 64,717 4 8,006 1 18,498 1 427 - 26,931 2 91,648 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,048 100	December 31,	2023 % - 2 3 - -
Amount $ 448,545 43,066 6,803 451,886 16,940 967,240 - 64 252,207 23,936 62,687 91,258 3,656 433,808 $ 1,401,048		Amount 2,349 14,935 34,423 5,105 5,790

	64,717 4	62,602	5
	8,006 1 18,498 1 427 -	3,783 2,601 438	- - -
	26,931 2	6,822	-
	91,648 6	69,424	5
	605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1)	605,536 474,527 98,565 11,907 107,983 (12,199)	45 35 7 1 8 (1)
	1,309,400 94	1,286,319	95
	$ 1,401,048 100	1,355,743	100

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

-19-

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Comprehensive Income For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

2024	2023	% 100 (55)
Amount $ 355,257 (191,998)	Amount 382,052 (208,137)

163,259	173,915	45
(42,220) (47,431) (40,025) 687 (128,989)	(45,261) (46,117) (38,396) 3,053 (126,721)	(12) (12) (10) (33)
34,270	47,194	12
17,315 44 21,883 (118) (205)	10,528 152 (8,976) (142) (239)	3 - (2) - -
38,919	1,323	1
73,189 11,582	48,517 4,839	13 1
61,607	43,678	12
465 -	(618) - (618) (292) - (292) (910)	- - - - - - -
465
4,607 -
4,607
5,072
$ 66,679	42,768	12
$ $		0.72
		0.72

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju Accounting Officer: Chang Ya Ping

Chairperson: Wilber Huang

20 -

(Expressed in Thousands of New Taiwan Dollars)

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2024 and 2023

		Equity attributable to owners of parent	Equity attributable to owners of parent	Equity attributable to owners of parent	Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945)	Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945)	Total equity 1,291,994 43,678 (910)
Shares	Capital surplus 474,527 - -		Retained earnings
					Exchange differences on translation of foreign financial statements
Ordinary shares		Legal reserve	Special reserve - - -	Unappropriated retained earnings
$ 605,536 - -		85,642 - -		138,196 43,678 (618)	(6,962) - (292)
-	-	-	-	43,060	(292)	-	42,768
- - -	- - -	12,923 - -	- 11,907 -	(12,923) (11,907) (48,443)	- - -	- - -	- - (48,443)
605,536 - -	474,527 - -	98,565 - -	11,907 107,983 - 61,607 - 465		(7,254) - 4,607	(4,945) - -	1,286,319 61,607 5,072
-	-	-	- 62,072		4,607	-	66,679
- - -	- - -	4,306 - -	- (4,306) 292 (292) - (43,598) 12,199 121,859		- - -	- - -	- - (43,598)
$ 605,536	474,527	102,871			(2,647)	(4,945)	1,309,400

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

21 -

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Cash Flows For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss) Depreciation expenses Amortization expenses Expected credit reversal gains Interest expense Interest income Share of associates and joint ventures losses accounted for using equity method Gain from disposal of property, plant and equipment Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Accounts and notes receivable Other receivables Inventories Other current assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Accounts payable Other payables Other current liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows used in investing activities: Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Other receivables Acquisition of intangible assets Other financial assets Other non-current assets Other non-current liabilities Net cash flows used in investing activities Cash flows from financing activities: Repayment of lease principles Cash dividends paid Net cash flows from financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2024 $ 73,189 19,913 10,050 (687) 118 (17,315) 205 -	2023 48,517 21,491 10,820 (3,053) 142 (10,528) 239 3,453
	12,284	22,564
	(2,456) (166) (45,584) 217	23,375 7,819 (14,548) (7,827)
	(47,989)	8,819
	134 4,047 (2,208) (384)	(273) (60) (7,033) 1,231
	1,589	(6,135)
	(46,400)	2,684
	(34,116)	25,248
	39,073 17,329 (118) (5,432)	73,765 10,072 (142) (7,476)
	50,852	76,219
	(6,620) - 27,597 (1,097) (11) (81) (11)	(19,566) 160 59,760 (9,320) 786 5,059 (88)
	19,777	36,791
	(5,494) (43,598)	(7,177) (48,443)
	(49,092)	(55,620)
	3,493 25,030 423,515	(940) 56,450 367,065
	$ 448,545	423,515

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

22 -

Independent Auditors’ Report

To the Board of Directors of Abnova (Taiwan) Corporation:

Opinion

We have audited the financial statements of Abnova (Taiwan) Corporation (“the Company”), which comprise the balance sheets as of December 31, 2024 and 2023, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statement section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters we judge that shall be communicated in the audit report are as follows:

1. Inventory valuation

Please refer to Note 4(7) “Inventories”; Note 5(1) “Significant accounting assumptions and judgments, and major sources of estimation uncertainty”, and Note 6(5) “Inventories”.

23 -

Description of key audit matter:

The major business of the Company is the manufacturing and sales of antibody, protein, test reagents and testing instruments. Inventories are measured at the lower of cost and net realizable value. Due to the longer life cycle of the products, the management considers factors such as product circulation, exposure, preservation and industry information to evaluate the net realizable value of inventories. As the Company has large amount of inventories and a large number of items, and the net realizable value used in the above-mentioned evaluation involves subjective judgment, the evaluation of loss allowance for inventory valuation has been listed as the key audit matter of the year.

Our principal audit procedures included:

The key audit procedures for the above-mentioned key audit matter based on the understanding of the industrial characteristics of the Company include obtaining statistical information on the sales time and sales status of the products on the shelves in each year provided by the management in the subsequent years to evaluate the rationality of the policy used to recognize the inventory valuation loss; understanding the Company’s inventory management process, reviewing the annual inventory plan and participating in the annual inventory check to evaluate the effectiveness of the management’s inventory control; obtaining the inventory net realizable value calculation sheet, and spot check the correctness of the calculation.

Responsibilities of management and those charged with governance for the financial statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:

A. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
24 -
B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company’s to cease to continue as a going concern.
E. Evaluate the overall presentation, structure and content of the financial reports, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
F. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

KPMG

Auditors：

Securities ：Financial-Supervisory-Securitie Competent s-Auditing -1080303300 Authority Financial-Supervisory-Securitie Approved-certi s-Auditing-1070304941 fied No. February 26, 2025

25 -

(Expressed in Thousands of New Taiwan Dollars)

Abnova (Taiwan) Corporation

Balance Sheets

December 31, 2024 and 2023

December 31, 2024 Amount % $ 439,796 31 43,066 3 6,803 1 451,886 32 16,746 1 958,297 68 - - 8,994 1 252,184 18 23,936 2 62,687 4 91,258 7 3,651 - 442,710 32 $ 1,401,007 100	December 31,	December 31, 2024 Amount % $ 2,483 - 18,982 1 32,300 2 5,508 1 5,403 - 64,676 4 8,006 1 18,498 1 427 - 26,931 2 91,607 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,007 100	December 31,	2023 % - 2 3 - -
	Amount 360,329 39,849 4,825 408,302 16,661		Amount 2,349 14,935 31,630 5,105 5,787

958,297 68	829,966	64,676 4	59,806	5
- - 8,994 1 252,184 18 23,936 2 62,687 4 91,258 7 3,651 -	- 87,431 257,749 7,649 69,640 95,274 5,238	8,006 1 18,498 1 427 -	3,783 2,601 438	- - -
		26,931 2	6,822	-
		91,607 6	66,628	5
		605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1)	605,536 474,527 98,565 11,907 107,983 (12,199)	45 35 7 1 8 (1)
442,710 32	522,981
		1,309,400 94	1,286,319	95
		$ 1,401,007 100	1,352,947	100
$ 1,401,007 100	1,352,947

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

26 -

Abnova (Taiwan) Corporation Statements of Comprehensive Income For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

2024	% 100 (54)	2023	% 100 (55)
Amount $ 354,700 (191,998)		Amount 380,593 (208,137)
162,702	46	172,456	45
(42,220) (46,212) (40,025) 687	(12) (13) (11) -	(45,261) (43,437) (38,396) 3,053	(12) (11) (10) 1
(127,770)	(36)	(124,041)	(32)
34,932	10	48,415	13
16,852 44 22,017 (118) (577)	5 - 6 - -	10,332 152 517 (140) (10,799)	3 - - - (3)
38,218	11	62	-
73,150 11,543	21 3	48,477 4,799	13 1
61,607	18	43,678	12
465 -	- -	(618) -	- -
465	-	(618)	-
4,607 -	1 -	(292) -	- -
4,607	1	(292)	-
5,072	1	(910)	-
$ 66,679	19	42,768	12
$	1.02		0.72
$	1.02		0.72

(See accompanying notes to financial statements.)

Chairperson: Wilber Huang

General Manager: Jih Pei Ju

Accounting Officer: Chang Ya Ping

27 -

(Expressed in Thousands of New Taiwan Dollars)

Abnova (Taiwan) Corporation Statements of Changes in Equity For the years ended December 31, 2024 and 2023

Balance at January 1, 2023 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Cash dividends on ordinary shares Balance at December 31, 2023 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Cash dividends on ordinary shares Balance at December 31, 2024	Shares Ordinary shares $ 605,536 - - - - - - 605,536 - - - - - - $ 605,536	Capital surplus 474,527 - - - - - - 474,527 - - - - - - 474,527	Legal reserve 85,642 - - - 12,923 - - 98,565 - - - 4,306 - - 102,871	Retained earnings	Retained earnings	Unappropriated retained earnings 138,196 43,678 (618) 43,060 (12,923) (11,907) (48,443) 107,983 61,607 465 62,072 (4,306) (292) (43,598) 121,859	Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945)	Total equity 1,291,994 43,678 (910)
					Special reserve - - - 11,907 - 11,907 - 292 - 12,199
								42,768
								- - (48,443)
								1,286,319 61,607 5,072
								66,679
								- - (43,598)
								1,309,400

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

28 -

Abnova (Taiwan) Corporation Statements of Cash Flows For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss) Depreciation expenses Amortization expenses Expected credit reversal gains Interest expense Interest income Share of subsidiaries, associates and joint ventures losses accounted for using equity method Gains on disposals of property, plant and equipment Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Accounts and notes receivable Other receivables Inventories Other current assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Accounts payable Other payables Other current liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows used in investing activities: Acquisition of investments accounted for using equity method Disposal of investments accounted for using equity method Cash refund from capital reduction of investees accounted for using equity method Acquisition of property, plant and equipment Disposal of property, plant and equipment Acquisition of intangible assets Other financial assets Other non-current assets Other non-current liabilities Net cash flows (outflows) used in investing activities Cash flows from financing activities: Repayment of lease principles Cash dividends paid Net cash flows from financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2024 $ 73,150 19,825 10,050 (687) 118 (16,852) 577 -	2023 48,477 20,744 10,820 (3,053) 140 (10,332) 10,799 (160)
	13,031	28,958
	(2,530) 93 (45,584) (74)	23,449 (317) (14,548) (7,811)
	(48,095)	773
	134 4,047 670 (384)	(273) (60) (4,911) 1,232
	4,467	(4,012)
	(43,628)	(3,239)
	(30,597)	25,719
	42,553 16,866 (118) (5,389)	74,196 9,878 (140) (7,433)
	53,912	76,501
	- - 82,467 (6,620) - (1,097) (11) (81) (11)	(1,300) 342 - (19,566) 160 (9,320) 791 5,059 (88)
	74,647	(23,922)
	(5,494) (43,598)	(6,778) (48,443)
	(49,092)	(55,221)
	79,467 360,329	(2,642) 362,971
	$ 439,796	360,329

(See accompanying notes to financial statements.) General Manager: Jih Pei Ju

Chairperson: Wilber Huang

Accounting Officer: Chang Ya Ping

29 -

Appendix 4 Abnova （ Taiwan ） Corporation 2024 Profit Distribution Statement

Unit: NTD Items Amount Beginning retained earnings 59,786,746 Add: 2024 netprofit after tax 61,606,617 Add: Remeasurements of the net defined benefit plan recognized in retained earnings (Note1) 465,128 Net profit after tax of the current period plus the amount of items other than net profit after tax of the current period included in the unappropriated retained earnings of the current year 62,071,745 Less: legal reserve(Note2) (6,207,175) Add: Reversal of special reserve - Deduction from Other Equity 4,607,378 Distributable netprofit 120,258,694 Distributable items Dividend to shareholders- Cash(NTD 0.9/share) (54,498,235) Unappropriated retained earnings 65,760,459	Unit: NTD Items Amount Beginning retained earnings 59,786,746 Add: 2024 netprofit after tax 61,606,617 Add: Remeasurements of the net defined benefit plan recognized in retained earnings (Note1) 465,128 Net profit after tax of the current period plus the amount of items other than net profit after tax of the current period included in the unappropriated retained earnings of the current year 62,071,745 Less: legal reserve(Note2) (6,207,175) Add: Reversal of special reserve - Deduction from Other Equity 4,607,378 Distributable netprofit 120,258,694 Distributable items Dividend to shareholders- Cash(NTD 0.9/share) (54,498,235) Unappropriated retained earnings 65,760,459	Unit: NTD Items Amount Beginning retained earnings 59,786,746 Add: 2024 netprofit after tax 61,606,617 Add: Remeasurements of the net defined benefit plan recognized in retained earnings (Note1) 465,128 Net profit after tax of the current period plus the amount of items other than net profit after tax of the current period included in the unappropriated retained earnings of the current year 62,071,745 Less: legal reserve(Note2) (6,207,175) Add: Reversal of special reserve - Deduction from Other Equity 4,607,378 Distributable netprofit 120,258,694 Distributable items Dividend to shareholders- Cash(NTD 0.9/share) (54,498,235) Unappropriated retained earnings 65,760,459
Items	Amount
Beginning retained earnings		59,786,746
Add: 2024 netprofit after tax	61,606,617
Add: Remeasurements of the net defined benefit plan recognized in retained earnings (Note1)	465,128
Net profit after tax of the current period plus the amount of items other than net profit after tax of the current period included in the unappropriated retained earnings of the current year		62,071,745
Less: legal reserve(Note2)		(6,207,175)
Add: Reversal of special reserve - Deduction from Other Equity		4,607,378
Distributable netprofit		120,258,694
Distributable items
Dividend to shareholders- Cash(NTD 0.9/share)	(54,498,235)
Unappropriated retained earnings		65,760,459

Note 1: Other comprehensive profits and losses are recognized according to the pension actuarial report. Note2: It is listed with a net amount of NTD 62,071,745, and its sum of 2024 net profit after tax is NTD 61,606,617, add other comprehensive profits and losses are recognized according to the pension actuarial report NTD 465,128.

Chairperson: Wilber Huang General Manager: Jih Pei Ju Accounting Officer: Chang Ya Ping

30 -

Appendix 5 Abnova （ Taiwan ） Corporation Comparison table between the revision and the original of "Articles of Incorporation"

Revision	Original	Explanation
Article 24 If the company makes a profit in the year (the so-called profit means after deducting the profit before the distribution of employee compensation and directors' compensation from the annual pre-tax profit), no less than 1% shall be allocated for employee compensation(among which a portion no less than 0.5% of the said profit shall be distributed to non-executive employees)and no more than 3% for directors' compensation. However, if the company still has accumulated losses (including adjusting the amount of undistributed earnings), the amount of compensation shall be retained in advance. The employees’ compensation in the preceding paragraphs shall be distributed in the form of shares or cash; The distribution objects may include employees of affiliated companies who meet the conditions prescribed by the board of directors. The compensation of the directors referred to in the preceding paragraph may only be paid in cash. The preceding two paragraphs shall be implemented byspecialresolution of the board of directors and shall be submitted to the shareholders’ meeting. Definition and Scope of the Non-executive	Article 24 If the company makes a profit in the year (the so-called profit means after deducting the profit before the distribution of employee compensation and directors' compensation from the annual pre-tax profit), no less than 1% shall be allocated for employee compensation and no more than 3% for directors' compensation. However, if the company still has accumulated losses (including adjusting the amount of undistributed earnings), the amount of compensation shall be retained in advance. The employees’ compensation in the preceding paragraphs shall be distributed in the form of shares or cash; The distribution objects may include employees of affiliated companies who meet the conditions prescribed by the board of directors. The compensation of the directors referred to in the preceding paragraph may only be paid in cash. The preceding two paragraphs shall be implemented by the resolution of the board of directors and shall be submitted to the shareholders’ meeting.	This Article has been amended in accordance with 8 November 2024 Directive FSC-Issuance-Zi -No. 1130385442 of the Financial Supervisory Commission (FSC) and Article 14 of the Securities and Exchange Act for future compliance.
Employees of the Company: The non-executive
employees refer to entry-level employees not
covered under the“managerial officer”defined by
the FSC, who are compensated at the salary level
lower than that defined in the“Regulations for Tax
Preferences Provided to Small and Medium
Enterprise on Wage Payment Raising”.
Article 29 These Articles of Incorporation were agreed to and signed on December 19, 2001. 1st Amendment was made on April 29,2002;	Article 29 These Articles of Incorporation were agreed to and signed on December 19, 2001. 1st Amendment was made on April 29,2002;	Added revision date.

Revision	Original	Explanation
2nd Amendment was made on July 4, 2002; 3rd Amendment was made on November 28, 2003; 4th Amendment was made on March 1, 2004; 5th Amendment was made on March 1, 2004; 6th Amendment was made on June 29, 2007; 7th Amendment was made on February 29, 2008; 8th Amendment was made on June 30, 2008; 9th Amendment was made on June 17, 2010; 10t Amendment was made on June 15, 2012; 11th Amendment was made on June 23, 2014; 12th Amendment was made on June 20, 2016; 13th Amendment was made on June 23, 2017; 14th Amendment was made on June 26, 2019; 15th Amendment was made on May 31, 2022; 16th Amendment was made on May 29, 2025.	2nd Amendment was made on July 4, 2002; 3rd Amendment was made on November 28, 2003; 4th Amendment was made on March 1, 2004; 5th Amendment was made on March 1, 2004; 6th Amendment was made on June 29, 2007; 7th Amendment was made on February 29, 2008; 8th Amendment was made on June 30, 2008; 9th Amendment was made on June 17, 2010; 10t Amendment was made on June 15, 2012; 11th Amendment was made on June 23, 2014; 12th Amendment was made on June 20, 2016; 13th Amendment was made on June 23, 2017; 14th Amendment was made on June 26, 2019; 15th Amendment was made on May 31, 2022.

32 -

Appendix 6 Abnova (Taiwan) Corporation Articles of Incorporation (Before the revision)

Chapter 1 General Provisions

Article 1 The Company is organized in accordance with the provisions of the Company Act as a limited company and registered under the business name of 亞諾法生技股份有限公司 , 「 English name is Abnova (Taiwan) Corp. 」 .

Article 2 The businesses of the Company are as follows:

1.C801010 Basic Industrial Chemical Manufacturing.
2.C801030 Precision Chemical Material Manufacturing.
3.C802060 Animal Use Medicine man.
4.C802080 Pesticides Manufacturing.
5.C802100 Cosmetics Manufacturing.
6.F103010 Wholesale of Animal Feeds.
7.F107050 Wholesale of Fertilizer.
8.F107070 Wholesale of Veterinary Drugs.
9.F107080 Wholesale of Environment Medicines.

10.F107200 Wholesale of Chemical Feedstock. 11.F108040 Wholesale of Cosmetics. 12.F113030 Wholesale of Precision Instruments. 13.F207050 Retail Sale of Manure. 14.F207070 Retail Sale of Veterinary Drugs. 15.F207080 Retail Sale of Environment Medicine. 16.F207200 Retail Sale of Chemical Feedstock. 17.F208040 Retail Sale of Cosmetics 18.F208050 Retail Over-the-counter drugs class B. 19.F213040 Retail Sale of Precision Instruments. 20.F401010 International Trade. 21.F601010 Intellectual Property Rights 22.I102010 Investment Consulting. 23. I103060 Management Consulting. 24.IC01010 Medicine Inspection. 25.IG01010 Biotechnology Services. 26.IZ09010 Management System Certification. 27.C802041 Drugs and Medicines Manufacturing. 28.F208021 Retail Sale of Western Pharmaceutical. 29.F108021 Wholesale of Western Pharmaceutical. 30.CF01011 Medical Devices Manufacturing. 31.F108031 Wholesale of Medical Devices. 32.F208031 Retail Sale of Medical Apparatus. 33.JE01010 Rental and Leasing.

33 -
34.ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3 In order to achieve the goal of diversified operation, the total amount of the Company’s re-investments of other companies may be more than 40 percent of the paid-in capital.
Article 4 The Company may make guarantees externally as the needs of the business may require.
Article 5 The Company shall have its head office in Taipei City, the Republic of China, and may, under a resolution adopted at the meeting of the Board of Directors, set up branch offices within or outside the territory of the Republic of China when deemed necessary.
Article 6 The announcement method of the Company shall be handled in accordance with Article 28 of the Company Act.

Chapter 2 Shares

Article 7 The total amount of the Company’s capital is NTD 800,000,000, which is divided into 80,000,000 shares, with a value per share of NTD 10, with the unissued shares to be issued in installments by the Board of Directors under authorization. NTD 70 million shall be retained in the capital referred to in the preceding paragraph for the issuance of employee stock warrants, the total issued shares are 7,000,000 with a value per share of NTD 10, and the shares to be issued by installments by the Board of Directors under authorization. After the Company's public offering, if it is proposed to issue employee stock warrants at a price lower than the subscription price specified in Article 53 of “Regulations Governing the Offering and Issuance of Securities by Securities Issuers”, it shall obtain approval by the majority votes in a meeting of the board of directors at which two-thirds or more directors are present.
Article 8 The shares of the Company are registered shares and shall be assigned with serial numbers, and the share certificates shall be affixed with the signatures or personal seals of the director representing the company and shall be duly certified or authenticated by the bank which is competent to certify shares under the laws before issuance thereof. The shares issued by the Company shall be transferred by way of book-entry transfer and not printing its share certificate in accordance with the provision of the law, but the shares issued shall be registered with a centralized securities depositary enterprise and follow the regulations of that enterprise. The same applies to the issuance of other securities.
Article 8-1 After the Company's public offering, If the company would like to cease its status as a public company, in addition to the approval of the board of directors, and after the resolution of the shareholders' meeting in accordance with Article 156-2 of the Company Act, it can handle the relevant matters of the cease of its status as a public company.
Article 9 Except as otherwise provided by laws and regulations and securities rules, shareholders of the Company shall handle stock affairs such as stock transfer, pledge of rights, loss reporting, inheritance, gift and seal loss reporting, change or address change in accordance with the " Regulations Governing the Administration of Shareholder Services of Public Companies ".
Article 10 Transfer of shares will not be altered within 60 days before the convening date of a regular shareholders' meeting, within 30 days before the convening date of a special shareholders' meeting, or 5 days before the target date fixed by the Company for distribution of dividends, bonus or other benefits.
34 -

Chapter 3 Shareholders’ Meetings

Article 11 Shareholders’ meetings of the Company are of two kinds:
(1) Regular meeting: Regular meetings shall be convened at least once a year by the Board of Directors according to the law within six months after the close of each fiscal year.
(2) Special meeting: A special shareholders’ meeting may be convened in accordance with relevant laws and regulations when necessary.
Article 12 Notice with the date, time, place, and reason for the convening of a regular shareholders’ meeting shall be sent to each shareholder 30 days before the meeting and special shareholders’ meeting shall be sent 15 days before the meeting.
Article 12-1 The shareholders' meeting of this company may be held using video conferencing or other means announced by the Ministry of Economic Affairs.
Article 13 Resolutions at a shareholders' meeting shall, unless otherwise provided for in the Company Act, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares. Shareholders may attend the meeting in person or by proxy.
Article 14 Except for the restricted or non-voting shares listed in the relevant provisions of the Company Act, a shareholder shall have one voting power in respect of each share in his/her/its possession.
Article 15 If shareholders are unable to attend the shareholders’ meeting in person for any cause, in addition to the provisions of Article 177, Article 177-1, and Article 177-2 of the Company Law, after the public offering of this company, it shall also be handled in accordance with the " Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies " promulgated by the competent securities authority.
Article 15-1 Resolutions adopted at a shareholders' meeting shall be recorded in the minutes of the meeting and shall be handled in accordance with Article 183 of the Company Act.
Article 16 If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, his/her agent shall be handled in accordance with Paragraph 3 of Article 208 of the Company Act.
If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chairperson from among themselves. The resolution of the shareholders' meeting shall be handled in accordance with the Rules of Governance Shareholders' Meeting of the Company.

Chapter 4 Directors, Audit Committee, and Managerial Officer

Article 17 The company has five to nine directors, who shall be elected by the shareholders’ meeting from among the persons with disposing capacity. The term of office of a director is three years, but he/she may be eligible for re-election. The election of directors (including independent directors) adopts the candidate nomination system according to Article 192-1 of the Company Act.
A company may obtain directors’ liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship. The total percentage of
35 -

shareholdings of all the directors selected shall be handled in accordance with the provisions of the competent authority for securities.

Article 17-1 The company complies with the provisions of Article 183 of the Securities and Exchange Act and the number of directors in Article 17 of the Articles of Incorporation, the number of independent directors shall not be less than three and not less than one-fifth of the total number of directors.
Independent directors shall possess professional knowledge and there shall be restrictions on their shareholdings and the positions they may concurrently hold. Regulations governing the professional qualifications, restrictions on shareholdings and concurrent positions held, method of nomination and election, and other matters for compliance with respect to independent directors shall be prescribed by the Competent Authority.
Article 17-2 The company set up the audit committee according to the law, the audit committee shall be composed of the entire number of independent directors. It shall not be fewer than three people in number, one of whom shall be convener, and at least one of whom shall have accounting or financial expertise. The Audit Committee is responsible for implementing the functions and powers of supervisors as prescribed by the Securities and Exchange Act, Company Act, and other laws and regulations.
Article 18 The board of directors shall elect a chairperson of the board directors from among the directors by a majority vote at a meeting attended by over two-thirds of the directors, and depending on the actual needs to elect a vice chairperson of the board. The chairperson represents the company. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, his/her agent shall be handled in accordance with Paragraph 3 of Article 208 of the Company Act.
Article 19 A Board of Directors’ meeting shall be convened at least once quarterly, and a notice with reasons for convening such meeting shall be sent to each director 7 days before the meeting date; In case of emergency, a Board of Directors’ meeting may be convened at any time without sending notices 7 days before the meeting date. The notice for calling a meeting of the directors may be effective using writing, electronic email, or facsimile. The resolutions in the Board of Directors’ meeting shall be adopted by the majority of directors attending the meeting attended by more than most of all directors, except as otherwise provided by the Company Act. In case a meeting of the board of directors proceeds via a visual communication network, then the directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.
Article 20 If a director is unable to attend the board meeting in person for some reason, he/her may entrust another director to attend the meeting in accordance with the law. A director may accept the appointment to act as the proxy referred to in the preceding Paragraph of one other director only.
Article 20-1 Deleted.

Article 20-2 Deleted.

Article 21 The board of directors of the Company may set up other functional committees for the needs of business operation, and the establishment and authority of the relevant committees shall be in accordance with the regulations prescribed by the competent authority.

Article 22 The Company may have one or more managerial officers. Appointment, discharge, and remuneration of the managerial officers shall follow Article 29 of the Company Act.
36 -

Chapter 5 Accounting

Article 23 The fiscal year of the Company starts from January 1 to December 31 every year. Upon the close of each fiscal year, the Board of Directors shall prepare various reports and financial statements in accordance with the Company Act:
1) Report on Operations.
2) Financial Statements.
3) Proposals Concerning Appropriation of Net Profits of Making Up.

The proposal of surplus earning distribution or loss offsetting, together with the business report and financial statements, shall be forwarded to the Audit Committee for auditing, and afterward be submitted to the board of directors for approval.

Article 24 If the company makes a profit in the year (the so-called profit means after deducting the profit before the distribution of employee compensation and directors' compensation from the annual pre-tax profit), no less than 1% shall be allocated for employee compensation and no more than 3% for directors' compensation. However, if the company still has accumulated losses (including adjusting the amount of undistributed earnings), the amount of compensation shall be retained in advance.

The employees’ compensation in the preceding paragraphs shall be distributed in the form of shares or cash; The distribution objects may include employees of affiliated companies who meet the conditions prescribed by the board of directors. The compensation of the directors referred to in the preceding paragraph may only be paid in cash.

The preceding two paragraphs shall be implemented by the resolution of the board of directors and shall be submitted to the shareholders’ meeting.

Article 24-1 If the Company's annual final account has net profit after tax for the current period, the accumulated loss shall be covered first, setting aside 10% of such profits as a legal reserve. However, when the legal reserve amounts to the authorized capital, this shall not apply. Appropriation or reversal of special reserves in accordance with laws and regulations or regulations of the competent authority. If there is any balance, and the undistributed earnings at the beginning of the same period (including adjusting the amount of undistributed earnings) when the distributable dividends and bonuses may be paid in cash, it can be implemented after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and such distribution shall be submitted to the shareholders’ meeting. If it’s distributed in the form of new shares, it shall be distributed after the resolution of the shareholders' meeting. According to Article 240, paragraph 5, the company may, by a resolution adopted by a majority of the shareholders present who represent two-thirds or more of the total number of its outstanding shares of the company, have the surplus profit distributable as dividends and bonuses in whole or in part distributed in the form of new shares to be issued by the company for such purpose and shall be submitted to the shareholders’ meeting.
The dividend policy of the Company is to allocate no less than 10% of the distributable earnings to shareholders each year in accordance with the current and future development plans, considering the investment environment, capital demand, and domestic and foreign competition, and considering the interests of shareholders. However, when the accumulated distributable earnings are less than 3% of the paid-in capital, the dividend may not be distributed. The distribution of dividends to shareholders may be made in cash or stock, and
37 -

the cash dividends shall not be less than 10% of the total dividends.

Article 24-2 According to Article 241 of the Company Act, the Company distributes its legal reserve and the following capital reserve, in whole or in part, by issuing new shares which shall be distributable as dividend shares to its original shareholders in proportion to the number of shares being held by each of them or by cash. When it is paid in cash, the resolution shall be adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors and it shall be submitted to the shareholders’ meeting.
Article 25 The directors of the Company may draw the travel and transportation fees on time, the amount of which shall be determined by the Board of Directors in accordance with the normal level of the industry.
Article 26 The directors of the Company may get paid monthly, the amount of which shall be determined by the Board of Directors in accordance with the normal level of the industry. The Company may provide independent directors with reasonable remuneration different from that of ordinary directors.

Chapter 6 Additions

Article 27 The organizational regulations and working rules are separately stipulated.
Article 28 Regarding all matters not provided for in these Articles of Incorporation, the Company Act shall govern.
Article 29 These Articles of Incorporation were agreed to and signed on December 19, 2001. 1[st] Amendment was made on April 29, 2002;
2[nd] Amendment was made on July 4, 2002;
3[rd] Amendment was made on November 28, 2003;
4[th] Amendment was made on March 1, 2004;
5[th] Amendment was made on March 1, 2004;
6[th] Amendment was made on June 29, 2007;
7[th] Amendment was made on February 29, 2008;
8[th] Amendment was made on June 30, 2008;
9[th] Amendment was made on June 17, 2010;
10t Amendment was made on June 15, 2012;
11[th] Amendment was made on June 23, 2014;
12[th] Amendment was made on June 20, 2016;
13[th] Amendment was made on June 23, 2017;
14[th] Amendment was made on June 26, 2019;
15[th] Amendment was made on May 31, 2022.

Abnova (Taiwan) Corporation

Chairperson: Wilber Huang

38 -

Appendix 7 Abnova (Taiwan) Corporation Rules of Governing Shareholders’ Meeting

Article 1 To establish a strong governance system and sound supervisory capabilities for the Company's shareholders meetings, and to strengthen management capabilities, these Rules are adopted under Article 5 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.
Article 2 The rules of procedures for the Company's shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 3 Unless otherwise provided by law or regulation, the Company's shareholders meetings shall be convened by the board of directors.
Changes to how the Company convenes its shareholder's meeting shall be resolved by the board of directors and shall be made no later than mailing of the shareholder's meeting notice.
The Company shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. The Company shall prepare electronic versions of the shareholder's meeting agenda and supplemental meeting materials and upload them to the MOPS 21 days before the date of the regular shareholders meeting or 15 days before the date of the special shareholders meeting. If, however, the Company has a paid-in capital of NT$10 billion or more as of the last day of the most current fiscal year, or the total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the regular shareholders meeting. In addition, 15 days before the date of the shareholder's meeting, the Company shall also have prepared the shareholder's meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby.
This corporation shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholder's meeting:
For physical shareholder’s meetings, to be distributed on-site at the meeting.
For hybrid shareholder’s meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.
For virtual-only shareholder meetings, electronic files shall be shared on the virtual meeting platform.

The reasons for convening a shareholder's meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

Election or dismissal of directors or supervisors, amendments to the articles of incorporation,

39 -

reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion.

Where the re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders' meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

Before the book closure date before a regular shareholders meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in the discussion of the proposal.

Article 4 For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization. A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders' meeting and shall deliver the proxy form to the Company five days before the date of the shareholder's meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to the Company two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

If, after a proxy form is delivered to the Company, a shareholder wishes to attend the shareholders meeting online, a written notice of proxy cancellation shall be submitted to the Company two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

40 -
Article5 (Principles determining the time and place of a shareholders meeting)
The venue for a shareholders meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.
The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only shareholders meeting.
Article6 (Preparation of documents such as the attendance book)
The Company shall specify in its shareholder's meeting notices the time during which attendance registrations for shareholders, solicitors, and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention.
The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes before the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed to attend the shareholder's meeting in person.
Shareholders shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.
The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card instead of signing in.
The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.
When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholder's meeting. When a juristic person is appointed to attend as a proxy, it may designate only one person to represent it in the meeting.
In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall register with the Company two days before the meeting date.
In the event of a virtual shareholders meeting, the Company shall upload the meeting agenda book, annual report, and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.
Article6-1 (Convening virtual shareholders meetings and particulars to be included in shareholders meeting notice)
To convene a virtual shareholders meeting, the Company shall include the following particulars in the shareholder's meeting notice:
How shareholders attend the virtual meeting and exercise their rights.
Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents, or other force majeure events, at least covering the following particulars:
- (1)To what time will the meeting be postponed or from what time will the meeting resume if the above obstruction continues and cannot be removed, and the date to which the meeting
41 -

is postponed or on which the meeting will resume?

(2)Shareholders not having registered to attend the affected virtual shareholders meeting shall not attend the postponed or resumed session.
(3)In case of a hybrid shareholders meeting, when the virtual meeting cannot be continued, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue. The shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on the meeting agenda of that shareholders meeting.
(4)Actions to be taken if the outcome of all proposals has been announced and extraordinary motion has not been carried out.
To convene a virtual-only shareholders meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online shall be specified.

Article7 (The chairperson and non-voting participants of a shareholders meeting)

If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice-chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the directors to act as chairperson. Where the chairperson does not make such a designation, the directors shall select from one person among themselves to serve as chairperson.

It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chairperson from among themselves.

The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders’ meeting in a non-voting capacity.

Article 8 (Documentation of a shareholders meeting by audio or video)

The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.
The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit under Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.
Where a shareholders meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast, and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from beginning to end.

The information and audio and video recording in the preceding paragraph shall be properly kept

42 -

by the Company during the entirety of its existence, and copies of the audio and video recording shall be provided to and kept by the party appointed to handle matters of the virtual meeting.

In case of a virtual shareholders meeting, the Company is advised to audio and video record the back-end operation interface of the virtual meeting platform.

Article 9 Attendance at shareholders meetings shall be calculated based on the number of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.
The chairperson shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and the number of shares represented by shareholders attending the meeting.

However, when the attending shareholders do not represent a majority of the total number of issued shares, the chairperson may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one-third of the total number of issued shares, the chairperson shall declare the meeting adjourned. In the event of a virtual shareholders meeting, the Company shall also declare the meeting adjourned at the virtual meeting platform.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one-third or more of the total number of issued shares, a tentative resolution may be adopted under Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. In the event of a virtual shareholders meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 6.

When, before the conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chairperson may resubmit the tentative resolution for a vote by the shareholders meeting under Article 174 of the Company Act.

Article10 (Shareholder speech)

If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the board of directors.

The chairperson may not declare the meeting adjourned before the completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholder's meeting. If the chairperson declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chairperson in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

The chairperson shall allow ample opportunity during the meeting for explanation and discussion of proposals and amendments or extraordinary motions put forward by the shareholders; when the chairperson is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the

43 -

chairperson may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

Article 11 (Calculation of voting shares and recusal system)

Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chairperson.

A shareholder in attendance who has submitted a speaker's slip but does not speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

Except with the consent of the chairperson, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chairperson may terminate the speech.

When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chairperson and the shareholder that has the floor; the chairperson shall stop any violation.

When a juristic person shareholder appoints two or more representatives to attend a shareholder's meeting, only one of the representatives so appointed may speak on the same proposal.
After an attending shareholder has spoken, the chairperson may respond in person or direct relevant personnel to respond.
Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chairperson declaring the meeting open until the chairperson declares the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply.
As long as questions so raised in accordance with the preceding paragraph are not in violation of the regulations or beyond the scope of a proposal, it is advisable the questions be disclosed to the public at the virtual meeting platform.
Article 12 Voting at a shareholders meeting shall be calculated based on the number of shares.
With respect to resolutions of shareholder’s meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.
When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of the Company, that shareholder may not vote on that item, and may not exercise voting rights as a proxy for any other shareholder.
The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.

Except for a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as a proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13 A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

When the Company holds a shareholder meeting, it shall adopt the exercise of voting rights by electronic means and may adopt the exercise of voting rights by correspondence. When voting

44 -

rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholder's meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals.

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company two days before the date of the shareholder's meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholder's meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Except as otherwise provided in the Company Act and the Company's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chairperson or a person designated by the chairperson shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

When there is an amendment or an alternative to a proposal, the chairperson shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When anyone among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chairperson, provided that all monitoring personnel shall be shareholders of the Company.

Vote counting for shareholders' meeting proposals or elections shall be conducted in public at the place of the shareholder's meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

When the Company convenes a virtual shareholders meeting, after the chairperson declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chairperson announces the voting session ends or will be deemed abstained from voting.

In the event of a virtual shareholders meeting, votes shall be counted at once after the chairperson announces the voting session ends, and the results of votes and elections shall be announced immediately.

When the Company convenes a hybrid shareholders meeting, if shareholders who have registered

45 -

to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders meeting in person, they shall revoke their registration two days before the shareholders meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholder's meeting online.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Article14 The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected, and the names of directors not elected and number of votes they received.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit under Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 15 Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.

The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chairperson's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights) and disclose the number of voting rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of the Company.

Where a virtual shareholders meeting is convened, in addition to the particulars to be included in the meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders meeting, how the meeting is convened, the chairperson's and secretary's name, and actions to be taken in the event of disruption to the virtual meeting platform or participation in the meeting online due to natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes.

When convening a virtual-only shareholder meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders meeting online. Article 16 (Public disclosure)

On the day of a shareholders meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies, and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders meeting. In the event of a virtual shareholders meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30

46 -

minutes before the meeting starts, and keep this information disclosed until the end of the meeting. During the Company's virtual shareholders meeting, when the meeting is called to order, the total number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting.

If matters put to a resolution at a shareholders meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed period.
Article 17 (Maintaining order at the meeting place)
Staff handling administrative affairs of a shareholder's meeting shall wear identification cards or armbands.
The chairperson may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."
At the place of a shareholder's meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chairperson may prevent the shareholder from so doing.
When a shareholder violates the rules of procedure and defies the chairperson's correction, obstructing the proceedings and refusing to heed calls to stop, the chairperson may direct the proctors or security personnel to escort the shareholder from the meeting.
Article 18 (Recess and resumption of a shareholders meeting)
When a meeting is in progress, the chairperson may announce a break based on time considerations. If a force majeure event occurs, the chairperson may rule the meeting suspended and announce a time when, in view of the circumstances, the meeting will be resumed.
If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholder's meeting may adopt a resolution to resume the meeting at another venue.
A resolution may be adopted at a shareholder's meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.
Article 19 (Disclosure of information at virtual meetings)
In the event of a virtual shareholders meeting, the Company shall disclose real-time results of votes and elections immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chairperson has announced the meeting adjourned.
Article 20 (Location of the chairperson and secretary of virtual-only shareholders meeting)
When the Company convenes a virtual-only shareholders meeting, both the chairperson and secretary shall be in the same location, and the chairperson shall declare the address of their location when the meeting is called to order.

Article 21 (Handling of disconnection)

In the event of a virtual shareholders meeting, the Company may offer a simple connection test to shareholders before the meeting and provide relevant real-time services before and during the meeting to help resolve communication technical issues.
In the event of a virtual shareholders meeting, when declaring the meeting open, the chairperson shall also declare, unless, under a circumstance where a meeting is not required to be postponed to
47 -

or resumed at another time under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chairperson has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders meeting online shall not attend the postponed or resumed session.
For a meeting to be postponed or resumed under the second paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders meeting, shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session.
During a postponed or resumed session of a shareholders meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced or a list of elected directors.
When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in the second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, still meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue, and not postponement or resumption thereof under the second paragraph is required.

Article 22 (Handling of digital divide)

When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online.
Article 23 Matters not covered by these Rules shall be handled in accordance with the provisions of the Company Law, the Securities and Exchange Law, and other relevant laws and regulations.
Article 24 These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall be affected in the same manner. These Rules of Incorporation were adopted on February 12, 2004.
1st Amendment was made on June 30, 2008;
2nd Amendment was made on June 15, 2012;
3rd Amendment was made on June 19, 2013;
4th Amendment was made on June 23, 2015;
5th Amendment was made on June 23, 2017;
6th Amendment was made on June 26, 2019;
7th Amendment was made on June 17, 2020;
8th Amendment was made on July 7, 2021;
9th Amendment was made on May 31, 2022.
48 -

Appendix 8 Abnova (Taiwan) Corporation Shareholding of Directors

As of March 31, 2025, the book closure date of this general shareholders' meeting, the paid-in capital of the Company was NTD605,535,940, and the total number of issued shares was 60,553,594.
According to article 26 of the Securities and Exchange Act and Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the minimum required combined shareholding of all directors shall be 4,844,287.
The total shareholding (including individual and the whole) in the register of shareholders has met the legal percentage standard.
The Company sets up an audit committee to replace the supervisor's authority
Shareholding list of the board of directors:

Title	Name	Date elected	Term	Shareholding recorded in the register of shareholders on the book closure date	Shareholding recorded in the register of shareholders on the book closure date
				Shares	Shareholding ratio(%)
Chairperson	Wilber Huang	May 15, 2023	3 years	3,651,144	6.03%
Director	Harmony Investment Co., Ltd. Representative: Chiu Chi Ching	May 15, 2023	3 years	2,448,294	4.04%
Director	China Wire & Cable Co., Ltd Representative: Chen Yueh Hung	May 15, 2023	3 years	1,037,017	1.71%
Director	Pan Pacific Investment Co., Ltd. Representative: Jih Pei Ju	May 15, 2023	3 years	1,839,014	3.04%
Independent Director	Cha Anna	May 15, 2023	3 years	-	-
Independent Director	Su Jin Jun	May 15, 2023	3 years	-	-
Independent Director	Ye Shao De	May 15, 2023	3 years	-	-
Number of shares held by all directors				8,975,469	14.82%

49 -

Appendix 9 Statement on acceptance of shareholder proposals

Explanation:

According to article 172-1 of the Company Act, shareholders (s) holding one percent (1%) or more of the total number of outstanding shares of a company may propose to the company a proposal for discussion at a general shareholders’ meeting.
Only one matter shall be allowed in each single proposal, the number of words of a proposal shall be limited to not more than three hundred (300) words, and in case a proposal contains more than one matter or more than 300 words or more than one matters in a single proposal, such proposal shall not be included in the agenda.
The period of acceptance of shareholders' proposals at the general shareholders meeting is from March 18, 2025, to March 27, 2025, and has been announced in TWSE MOPS according to law.
During the above-mentioned acceptance of shareholder proposals period, no shareholder proposals were received.
50 -

AI assistant

Abnova — Annual Report 2024

52384_rns_2025-06-03_caf34643-e625-4f3f-b960-627cc50d0806.pdf

亞諾法生技股份有限公司 Abnova （ Taiwan ） Corporation

2025 General Shareholders’ Meeting

MEETING HANDBOOK

Notice to readers .

Table of Contents

Abnova （ Taiwan ） Corporation Meeting Agenda of General Shareholders’ Meeting 2025

Meeting Procedure:

1. Reported Matters

No.1

No.2

No.3

No.4

2024 Details of compensation received by individual directors:

2. Matters for Ratification

3. Matters for Discussion

4. Questions and Motions

5. Adjournment

Appendix 1

Abnova （ Taiwan ） Corporation 2024 Business Report

I. 2024 Operating Results: (Consolidated Financial Statements)

II. 2025 Business Plan:

1. Business Marketing:

2. Product Development:

(1) NanoAb™ ：

(2) nanoCAR-T mRNA Services

(III) LNP Delivery Technology:

(3) CellTx™ Cell Therapy Reagents

(I) Human and Mouse CD3/CD28 ActiveBeads™

 CellTx[TM] cell therapy reagent catalog products:

(4) RNAFlex™ Automated System

III. The effect of external competition, the legal environment, and the overall business environment

1. External Competition:

2. Legal Environment:

3. Overall Business Environment:

Abnova （ Taiwan ） Corporation Inspection Report of Audit Committee

Appendix 3

Independent Auditors’ Report

Opinion

Basis for opinion

Key audit matter

1. Inventory valuation

Other matter

Responsibilities of management and those charged with governance for the financial statements

Auditor’s responsibilities for the audit of the financial statements

Abnova (Taiwan) Corporation and Subsidiaries

Consolidated Balance Sheets

December 31, 2024 and 2023

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Comprehensive Income For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2024 and 2023

Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Cash Flows For the years ended December 31, 2024 and 2023

Independent Auditors’ Report

Opinion

Basis for Opinion

Key audit matter

1. Inventory valuation

Responsibilities of management and those charged with governance for the financial statements

Auditor’s responsibilities for the audit of the financial statements

KPMG

Abnova (Taiwan) Corporation

Balance Sheets

December 31, 2024 and 2023

Abnova (Taiwan) Corporation Statements of Comprehensive Income For the years ended December 31, 2024 and 2023

Abnova (Taiwan) Corporation Statements of Changes in Equity For the years ended December 31, 2024 and 2023

Abnova (Taiwan) Corporation Statements of Cash Flows For the years ended December 31, 2024 and 2023

Appendix 4

Abnova （ Taiwan ） Corporation 2024 Profit Distribution Statement

Appendix 5

Abnova （ Taiwan ） Corporation Comparison table between the revision and the original of "Articles of Incorporation"

Appendix 6

Abnova (Taiwan) Corporation Articles of Incorporation (Before the revision)

Chapter 1 General Provisions

Chapter 2 Shares

Chapter 3 Shareholders’ Meetings

Chapter 4 Directors, Audit Committee, and Managerial Officer

Chapter 5 Accounting

Chapter 6 Additions

Abnova Annual Report 2024